Pesky Little Words
by colour me perfect
Summary: The moment he fell for her, he supposed, was the moment that he became weak. Because really, blushing and stuttering at the sight of her was not something that a brave, manly Gryffindor aspired to do. But since when had he ever played by the rules? EDITED
1. Prologue

**Pesky Little Words.**

**prologue;**

On March the twenty-fourth, James Potter realised just how completely besotted he was with Lily Evans. And it wasn't just the fact that she smelled like cinnamon and roses or the fact that he turned into a goddamn twat whenever she so much as looked at him, or even the fact that her green eyes glowed so brightly that he could swear that she was some sort of ethereal being. It wasn't the fact that he somehow knew that her name rhymed with frilly because of an outrageous (and rather disastrous) attempt at poetry, or the way her mouth tilted up into a cute little smile at the corners whenever she talked to her friends.

It was because she was – quite notably – perfect. And if even a genius such as himself could come up with nothing more than that one, seven letter word, then that was all she could be.

In fact, he figured that he could sum up his feelings for her in three short words.

But after all, they were really only pesky little words.

Really.

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><p><strong><strong>**A/N**

**_Well this is my first ever Harry Potter-based fan fiction story, so hopefully I'm doing it right so far. I've planned this little baby out for a whole eight hours, which I'll have you know is a record for me. Reviews would be lovely because I'm new and I'm going to use that as an excuse for the next few chapters. Suggestions are lovely too of course. I've got a lot planned for this (a whole eight hours worth), so let me know what you're thinking and I shall post more soon. _**

**~colour me perfect.**

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><p><em>All credit goes to J.K. Rowling, except everything you haven't seen before. That stuff is mine.<em>


	2. Disgust

**dis·gust**

_[dis-guhst, dih-skuhst]_

verb (used with object)

**1.** to cause loathing or nausea in.

**2.** to offend the good taste, moral sense, etc., of; cause extreme dislike or revulsion in

**3. **a common reaction to the sighting of Severus Snape

* * *

><p>It all started when he came out of the closet.<p>

Quite literally, actually, although a certain Sirius Black liked to think otherwise.

But to understand why that happened and what it caused, you had to start a little further back. So to rephrase; it all started when he made a real cock up.

…This time, not so literally.

* * *

><p>The full moon was bright in the blackness of the night, pieces of silvery light swirling through the darkness and eliciting a rare ethereal beauty. One could have thought it quite spectacular, and James supposed that he might have, if not for the man by his side.<p>

"Prongs… I think-" A pause. "I think I migh' love you."

"Merlin's Beard Sirius, why do you always feel the need to get piss-drunk before we do this?" James clenched the invisibility cloak tighter around their figures, bare skin shivering in the frigid wind. "Lord knows we could use our brains right now… considering the circumstances."

Sirius snorted – rather loudly, actually, and wrapped his arm around his friend's shoulder. "Wha'… that our frien's a dog?" he laughed, a curl of black hair falling in front of his glowing eyes.

James stared at Padfoot pointedly, arching a single, sardonic brow. "Quite ironic, one might say."

The words of intelligence were lost on the sixth year, rather like the seven flasks of butterbeer had been.

"I'm quite friendly with the animals, you know. Go' a rat as a friend too. Some migh' call me-"

James stiffened, hand gripping at his friend's dark robes as the sound of soft chatter filled his ears. He became suddenly aware of everything; the sound of his friend's heavy breathing and chattering, the feeling of a rat sitting on his right shoulder and the kiss of the wind against his bare ankles. The sound of leaves rustling, the glare of the ominous moon and… was it…?

"Snivellus," he growled.

A snort. "God no! I was goin' more for Snow White, you know… with the anima-"

He clapped a hand over his rambling friend's mouth, dark eyes flickering fiercely with a glare that brought the boy to silence. "I meant I can _hear_ Snivellus. He's around here." Hazel eyes flickered across the grassed area, catching sight of a small, barely visible light down towards Hagrid's hut. It was further away from the Whomping Willow, but James was nothing if not determined, and with a fleeting glance at his watch he began to walk swiftly towards the light, dragging his inebriated friend along with him.

One hand still clasped over Sirius' mouth and the other clenching the front of the invisibility cloak against them, his bare feet padded against the grass-laden field, toes curling in wisps of dirt and crunching against leaves. He tried to be as quiet as he could; Sirius, on the other hand, made about the same amount of noise as a baby giraffe learning how to walk.

Coming to a stop beside the large hut, James peered around the corner, frowning slightly at the sight of the Slytherin standing with his back to the boys. He could hear two voices – or was it three? – that seemed to be coming from where Severus stood, but with eyes strained against the growing darkness he couldn't see any faces.

"_Did you tell him?" _

Silence. "Huh? What did you say Pro-" Groaning, he smothered his friend's voice, the corners of his eyes scrunching up as he prayed not to be heard. Severus seemed to stiffen, his back becoming tense as he slowly turned around, black eyes glaring out into the darkness. James' breathing quickened as his fingers reached towards his back pocket, curling over the tip of his wand; waiting… cautiously waiting.

The gelid wind was fierce and it kept brushing against the bottom of his cloak, revealing bare ankles to the world around them. Under the moonlight he felt suddenly exposed in just a pair of boxers and the blanket of the invisibility cloak, which was so thin that he could barely feel it at all.

He saw a flicker of brown hair behind Severus, whose eyes had finished trailing across the field, his back facing towards him once more. Trying to step forward to see who it was that he was talking to, James groaned when his vision was cut off by the back of a greasy head of hair. "Of course," he muttered, dark eyes narrowing, "his head's too bloody big to see anything."

"_Tomorrow. 6pm, Room of Requirement, while everyone else is at dinner. I'll be w-"_

A sharp nip at his ear brought him out of his thoughts and he yelped slightly, hazel eyes blazing with aggravation as they glanced down at the rat on his shoulder. "Wormy? What the-" He became suddenly aware of how light the area was becoming, and glanced hesitantly towards the sky. The moon was nearly raised fully into the sky, a beautifully bright eclipse of luminosity that seemed almost wraithlike against the blackness of the night. Cursing, his eyes wandered back over to the Slytherin, who still seemed to be talking to someone, and in the newly vibrant light of the moon he could see the outline of two figures standing just left of Severus. One seemed to be… was it…? James narrowed his eyes, leaning forward slightly. Mulciber...? It was a stocky lad at the very least, adorned in Slytherin robes and holding the wand, its light smothered poorly under a stumpy hand and held close to the ground.

But who was the last one? He let out a yelp when another sharp nip caught him unaware, and immediately black eyes snapped up the where he stood, slightly terse with fear, lingering for a second before trailing across the empty field. But then another pair of eyes met his… startlingly blue, the colour of the sky on the clearest of days, clouded by a shadow of fear and an almost undeniable aura of doubt. They seemed to linger – shakily, hesitantly, and he couldn't place them, though there was something prodding at the back of his mind… something important.

A distant shriek brought him out of his thoughts and he silently cursed, lowering his hand from his friend's mouth. Sirius seemed to have sobered up at the startling sound, and a large, black dog appeared at his side, nudging its head against his calf. The rat scurried down his shoulder and onto the ground, perched carefully in the grass, glancing back with a look too human for a rodent. Leaning down, he picked up the other Marauder's boxers and removed his own, clenching the cloak tighter around his body. And with a glance back at the mysterious trio, the dog, the rat and the boy disappeared into the night.

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><p>"I'm telling you; they were up to something."<p>

They were on their way back from dropping Remus at the Hospital Wing, after being shooed away by an exasperated Madam Pomfrey, whose eyes had almost popped out of her head at the sight of their friend. Scratches had covered his body, large, illusive bite marks etched into his arms and legs, and though this was a regular occurrence for the sixth year – after a full moon, of course, his current predicament seemed to be somewhat worse than usual.

Madam Pomfrey always endeavoured to set up a separate room for the boy, heaven forbid someone see him in the condition he was in and _tarnish _the Prefect's flawless reputation – words that had, in fact, come from said Prefect in a moment of vexation. And though the Marauders had offered to put their reputations on line in order to protect their friend's secret, all were thankful that they had never been caught.

"What on earth could they be up to, Prongs? It's _Snivellus. _The most exciting thing he does in his day is blow his unnaturally greasy hair out of his eyes."

"Outside? After curfew? Be serious… erm… _Sirius." _Pushing his hair out of his eyes, James adjusted his glasses over his face. "It's got to be something to do with Voldemort, or something dark at the very least. Why else would they meet in the Room of Requirement? Where no one can hear them?"

Sirius stopped, his head whipping around to stare at his friend. "Wait… how do they know about the Room of Requirement?"

Peter, who had – until then, been silent, also seemed baffled by this. "I thought only we knew about that room?" he said, eyebrows furrowing up in confusion.

The Marauders had stumbled across the room one day in Fourth Year after Transfiguration, when James had desperately needed a cigarette, and in desperation had staggered in through the first door he saw. Ever since then the room had been used for a variety of reasons, some quite productive, and others… _not productive in the slightest._

James sighed, looking at his friends with dark eyes. "I don't know. But I know they're up to something."

Peter frowned, digging his hands in the pockets of his robes. "I think we should just leave it. There's no point trying to fi-"

"Mr Potter. Mr Black. Mr Pettigrew. May I ask why you are out of your dormitory this early in the morning, and carrying a pair of boxers in your hand no less?"

Stiffening, the Marauders turned to look at Professor McGonagall, the smallest of the three with wide, frightened eyes, guilty because he was hardly one to commit a wrongdoing, especially when compared to the other two.

James' eyes trailed to his right, catching sight of a pair of maroon boxers scrunched up in his friend's hand, a piece of the silky material hanging down in the gap where his hand was clenched together. _He must've forgotten to put them on when we found our robes, _he figured, his lips tilting upwards in amusement. But then he realised that this would mean that Sirius was, in fact, not wearing _any_ underwear at all, and his face screwed up in disgust.

"Never mind," she said sternly, the corners of her lips twitching upwards ever-so-slightly before returning to their usual frown. "I don't want to know. Just return to your dormitories before someone else finds you in your... shall we say… _thwarting _predicament," she finished, eyeing off the pair of boxers in the tallest boy's hand.

"Yes of course, Professor. You're looking wonderful today, by the way," James said smoothly, watching her eyes flicker upwards in sardonic exasperation before she walked away, sending them a final, sharp glance.

The three boys walked in silence all the way back to the Gryffindor Common Room, where Peter muttered the password and they entered, immediately heading up to their dormitory. "I don't care what you two do," James said finally, pulling on the grey socks he always wore when he was sleeping and climbing on top of his bed, "I'm finding out what he's up to."

The two sleeping boys did nothing but snore in response.

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><p>And that's how James Potter and Sirius Black found themselves huddled up inside an empty closet in the Room of Requirement at six pm that same day, their ears pressed against the wooden door as they tried desperately to stay silent. Sirius had come along for the mere excitement of exposing a secret and the possibility of turmoil, whilst James had been determined to find out what was going on. And when he heard the voice of Severus Snape floating out across the room, he pressed his ear so roughly against the wood that the door sprung open, and he fell – ungracefully – out of the closet and into the arms of a <em>very<em> shocked Lily Evans.

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><p><strong>AN That took a really long time, didn't it? I'm sorry about that. This chapter didn't seem to want to come out, despite the fact that I actually knew what I was writing for a change. It still turned out really badly, but I promised my friend Shauna I'd post it by the time I went to bed and it's nearing midnight. So... yeah. Hence crappy chapter. 3  
><strong>


	3. Heart

**heart**

_[hart]  
><em>

noun

**1.** a hollow, pumplike organ of blood circulation.

**2.** the center of the total personality, especially with reference to intuition, feeling, or emotion: In your heart you know I'm an honest man.

**3.** the center of emotion, especially as contrasted to the head as the center of the intellect: His head told him not to fall in love, but his heart had the final say.

**4.** capacity for sympathy; feeling; affection: His heart moved him to help the needy.

**5.** An organ that James Potter and Remus Lupin wished did not beat so fast when a certain _somebody_ passed by.

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><p>Remus Lupin had a problem.<p>

And it wasn't that his friends were complete and utter morons, or that he changed into a wolf every full moon (though that _was_, indeed, a problem). It wasn't that he hadn't been doing too well in Potions or that he had a_ slight_ partiality for chocolate, and it wasn't that he hadn't heard from his parents since he'd left their house last Christmas.

His problem, rather, was one of the heart. You see, his heart had the rather fickle problem of beating too fast when a certain somebody walked by, and a habit of aching when they weren't around. And as if it _wasn't_ enough trouble to hide everything that he had to from those around him, he had to deal with the fact that he could not – would not, fall in love with the person that he was currently enamoured with.

Because he couldn't. Love, that is. Love was an undeniably selfish emotion and though Remus was admittedly a rather selfish person, this was one emotion that he refused to surrender to.

And so he didn't love her. Didn't because he couldn't, because he didn't want to, because he really, really shouldn't. Didn't because he wasn't supposed to think about her, and though this was a relatively easy task for him a lot of the time, seeing her face made it particularly hard.

Yes, Remus Lupin had a problem. In fact, he had many, and sitting on the stiff bed in the middle of the Hospital Wing he began to realise just how many he happened to have. Because his problem wasn't just fancying someone, or heaven forbid, falling for them, it was feeling that way for someone that was clearly in love with _somebody else_.

Oh yes, it was a rather turgid problem indeed.

* * *

><p>Lily Evans had a problem.<p>

Severus Snape, her old best friend, had been following her around everywhere, asking to speak to her in private and giving her those looks with his big, dark eyes that made her feel helplessly guilty for just walking on by. Because really, the last thing she wanted was to speak to him. Heavens, she'd rather go on a date with _James Potter_ than deal with a conversation with Severus.

_Okay_, she thought to herself, maybe that was a _bit_ of an over exaggeration. But regardless, she did not want to speak to him or even hear what he had to say, because every time she looked into those black eyes of his she felt the same hurt and the same betrayal and she couldn't stand to be around him.

But Lily was, and always had been, quite weak when it came to saying no. She'd said it countless times before, but each time it got harder and harder and she felt so guilty that she could barely concentrate on her homework. And so when Severus asked her – for what must've been the _twentieth_ time, to meet up with him and have a talk, she found herself saying yes. Not because she wanted to, because she really, _really_ didn't, but because he was so desperate that she felt the need to give him a chance.

"Just a talk," she'd told him, watching the way he brightened after she said those words. "It doesn't change anything, and we're certainly not friends again."

And that was how she found herself, albeit reluctantly, inside the Room of Requirement at 6pm the following day. She had discovered the room when she was in third year after the Welcoming Ceremony, when she was on her way back to the Gryffindor Common Room and was ambushed by a cackling Peeves, who seemed to think that throwing cupcakes at trembling first years was a good way to start the new term. She had managed to sneak through the first door she'd come across, mindful of the new robes that she'd just managed to afford from Diagon Alley a week or so earlier.

That was back when Severus was her best friend, of course. She had brought him back there the next day, excited because it was a place that they could talk to each other without receiving calculating looks or whispers behind poorly-placed fingers. For years it had been their spot, the place they went to do their homework or to simply talk and talk for hours without being disturbed. But after the incident in fifth year… well, she had never been back.

Until now, of course. And it wasn't at all what she had imagined; not the conversation, the feelings, the looks between them. Because at approximately ten past six that evening, just after Severus had greeted her, the closet door had opened and a rather _unexpected_ person had fallen out of it. Directly onto her lap.

Minutes seemed to pass in which nobody spoke, minutes in which a look of hatred consumed Severus' features and a flush began to creep up the back of her neck. The man in her lap just sat there with an awkward look on his face, his bare legs brushing against hers under his robes and his hands sweeping across her hips as he attempted to move around. "Evans," he finally said, lips curling up into an uncomfortable smile. "Er… fancy seeing you here."

Severus' lip curled in disgust and in a second his wand was out, pointed towards the awkwardly-placed boy in her lap, who was still staring up at her with morbid confusion. Lily was still sitting in stunned silence, a blush painting her cheeks as she pointedly looked at the wall. "James…" she said simply; it was the first time she remembered calling him by his first name, and from the look on his face he seemed to realise this. But in all honesty, she'd never been in a situation _quite_ like this, and she was shaken at the very least. "What on _earth_ were you doing in that cupboard?"

He blinked at her, eyes flickering over to look at the boy whose wand was directed at his face. "Erm… napping, I think."

She frowned at him. "In a closet? Why not in your bed? Merlin, you don't expect me to actually _believe_ that, do you?"

He grinned at her, hazel eyes twinkling beneath errant strands of dark hair. "Probably not. You're far, _far_ too smart for that, Evans."

She flushed a deep scarlet, both from indignation and mortification. James thought she looked rather cute, actually, with her skin a shade darker than her hair and her green eyes blinking at him in exasperation. Her face was just inches from his, and he supposed he could have kissed her, if not for the fact that she notably thought he was an arrogant toerag. And, he thought to himself, he wouldn't be surprised if she _joined_ Snivellus in hexing him.

"Get out," Severus snarled lowly, as if reading his thoughts. His dark eyes were squinting angrily at James, his wand trembling in his fingers and his nostrils flaring.

"Lord, Snivellus, if your nostrils flare any more you'll have all sorts of stuff dripping out of it."

Severus flinched, raising his wand in fury. "_Levic-"_

"_Expelliarmus!" _The shout came from Lily, who was flushed red with fury. Her hands were shaking as she pushed James off of her lap, her wand still pointed at Severus. "If you ever, _ever_ think of telling me that you've changed again – or heaven forbid, _asking for forgiveness_, look in the mirror first and realise that you will _always_ be this person, and for _that_ you will _never_ be my friend. You're daft if you think otherwise."

Standing up, she glared furiously at a paling Severus. "I think it's about time you realised that you've become exactly what I used to protect you from," she said angrily, pushing her wand back into the pocket of her cloak. "And as for you, _Potter,_ you-" She stopped, flushing furiously as she glanced back at the boy with hopelessly messy hair laying across the floor, shocked into silence at her outburst. "Try to _refrain_ from napping in any closets when I'm nearby."

Breathing in deeply, she turned around, ready to storm from the room, when: _"Evans!" _

Letting out a sigh, she turned towards the voice, pushing her hair away from her red face in exasperation. "What – what do you want?"

"Come with me to Hogsmeade this weekend."

It was probably bad timing, or more likely, the _worst_ timing possible, considering the state she was in and the fact that from his position in the floor he could see right up her robe. Then there was the fact that his enemy was sitting behind him, wand lowered to the floor, eyes dark and forlorn as they looked towards the girl in question. But he had never seen her up so close, never had her defend _him_ of all people from someone else. Nonetheless, from her old best friend. And it was almost like he couldn't stop the words from leaving his mouth, as though it was impossible to be around Lily Evans without asking her out, or at the very least, making a fool out of himself.

"Potter… wha – what are you on about? This isn't a joke," she said loudly, spluttering slightly as she stared at him as though he'd gone crazy.

"Come with me to Hogsmeade this weekend? Please?" He smiled at her sweetly, looking utterly _odd _from his position on the floor. His eyes were twinkling so brightly that she couldn't tell whether he was joking or not.

_Heavens, where was that 'no' when you needed it? _she thought to herself, cheeks still flushed red with fury. Because she didn't want to go... at all, if she was honest. Being around James Potter for _five minutes_ was nearly more than she could deal with, but a whole weekend?

She didn't hate him. In a way she kind of respected the way he treated his friends, but she most certainly didn't _fancy_ him. But for some strange reason, the 'no' had died from her lips. "Fine," she said furiously, turning a deep shade of scarlet that highly resembled an overcooked beetroot before pulling her eyes away. And then, with her head held high and her hands trembling, she stormed from the room.

As soon as she'd left, Severus stood up, wand clenched tightly in his right hand. He looked like he wanted nothing more than to hex the boy on the floor, his dark eyes narrowing into murderous squints as he stared down at James. "If you-" He stopped, lower lip trembling with rage. "If you speak to her again, so help you… I'll-" his fingers tightened around the wand, raising it slightly.

And then, he too, stormed from the room.

There was a moment of silence. "That," a pause, "that was _bloody brilliant_." Sirius Black stepped out of the closet, letting out a laugh as he looked down at his stunned friend. "Bloody hell, Prongs, you fell onto her_ lap_ and she actually said yes. And the look on his face, James..." He let out a laugh, eyes twinkling as he grinned at his friend. "Hard not to laugh, but you know… I had to remain hidden, of course."

Coming to his senses, the boy with the glasses stood up, glaring at his ecstatic friend. "You could've come out to help… you know, when he was about to _hex_ me across the room," he said, his voice becoming louder towards the end of the sentence.

Sirius laughed, clapping his friend on the back as he shook his dark hair away from his eyes. James had suddenly become silent, staring blankly at the closed door that two people had just stormed out of. "Bloody hell…" he said in alarm, blinking at the door, "I've got a date with Lily Evans."

* * *

><p>Mary McDonald had a problem.<p>

She loved her dad. Far too much to be healthy, when it came down to it. But really, that was a problem for another time.

* * *

><p>Later that day, Lily found herself walking back towards the Common Room with her friend Marlene, hands still trembling slightly as she thought of the day's earlier events.<p>

"Merlin, I knew going to meet Severus would be weird, but I didn't expect it to be quite _that_ peculiar."

"What happened?" Marlene asked reluctantly, slightly sour at the fact that her friend had gone to meet the Slytherin.

"I think…" She blinked, coming to a stop outside the Gryffindor Common Room. "I think I've got a date."

And lord knew _that_ was a problem that she had to get out of.

* * *

><p>"You'll never believe what happened to me today."<p>

Sirius was frowning at them, legs dangling against the top of a chair and grey eyes flickering around. "Peeves locked me and that bloody Holloway from Slytherin in the broom cupboard. Honestly, could you think of anything worse?" Sirius asked, rather insensitively, actually, considering the fact that those that surrounded him could think of _many, _many things worse. Not that he was to know this, of course, but the air around him had stiffened considerably after the words had left his mouth. Remus was glaring furiously at the floor, Lily's pen had dropped from her fingers and Mary was biting down on her lower lip. "You're lucky you haven't had a problem like that, I tell you. You better wish you never do. Couldn't be anything worse in the world," he complained, arms crossed over as he leant backwards in his chair.

The others looked at him grimly.

You see the problem with magic was, unfortunately, that there were some things that you _couldn't_ wish for.

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><p><strong>I know this chapter chops and changes a lot, but the first few chapters of this story will be like that. It's primarily a James Potter and Lily Evans story, but there'll be other subplots going on in the background. I almost think that the chapters could be longer so that I don't have to rush things, but then again... they would take longer to get out. I would absolutely love to hear what you think. I've got the next chapter planned so it should be out somewhat soon. <strong>

**~colour me perfect.**


	4. Honesty

**honesty**

noun

1. the quality or fact of being honest; uprightness and fairness.

2. truthfulness, sincerity, or frankness.

3. freedom from deceit or fraud.

4. Obsolete , chastity.

5. Definitely _not _a wizard thing.

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><p>If he was honest, he would have admitted to the fact that he'd changed his clothes more than four times – because damn it: did those jeans go with that jumper? And did that scarf make him look like a twat? If he was honest, he would say that he ran down to the front gates even though he was almost twenty minutes early, his cheeks red and puffy from the cold and his hands shaking slightly in his pockets.<p>

If Sirius, Remus and Peter were honest they would have told him that he was acting like a feminine git (Sirius idly remembered mumbling something along the lines of 'barmy girl'), but they were all liars, and for that reason and that reason alone they were standing beside their friend, trying to look supportive.

"Guys, you're standing too close," James grumbled, shooting the trio a glance from behind his glasses. He reached out to run his fingers through his hair, purposefully avoiding the look Remus sent Sirius. "She's not going to want to come over here."

"I don't see how that's any different to normal," Sirius said in response, only to receive a pointed glare from his best mate.

Peter narrowed his eyes towards the stairs, an excited grin warping his features. "There she is, Prongs! Knew she'd come."

Remus snorted at the absolutely idiotic look on his friend's face when he saw her, rolling his eyes slightly as he rubbed his hands together to ward off the cold. Certainly, he was the werewolf, but the creature James transformed into when he saw Lily Evans was arguably twice as terrifying.

"Guys, back off a bit," James whispered, messing around with his hair as he shot them a quick look. Sirius snickered and stepped backwards, reaching into his pocket to pull out a packet of cigarettes.

"Don't you dare light that here," Remus snarled, glaring at his friend. "It's against the rules."

Sirius laughed loudly, glancing at his friend with an amused smile. "Forgot you were a Prefect, Moony. Bloody good at it too, you are." Nonetheless he took out his lighter and pulled a cigarette from the packet, causing Remus to hiss and shoot him a glare before stalking away.

"Just you 'n me, Peter," he said swiftly, glancing down at his friend. Peter looked up with a smile, nodding his head. "One's a lovesick fool and the other's a giant git. Heaven knows why we chose them as friends."

James was trying not to look too nervous as she walked down the stairs, running his fingers through his hair for the umpteenth time. He tried to force himself not to watch her so as to avoid looking too eager, but he was barely able to tear his eyes away. She looked perfect, really, which was not unusual for Lily Evans. She was wearing earmuffs and a large, knitted sweater, and with cheeks slightly reddened from the cold he began to grin.

She was walking towards him, though she hadn't yet met his eye. She was just about to turn to him when something caught her eye in the distance, and she grinned widely and waved enthusiastically.

"Must be her friends," he muttered to himself, bristling slightly as he waited for her to see him. Lifting his head up, he decided that sending her a wave himself would be _far_ too conspicuous, and so he instead opted to make himself as tall as possible; straightening his back and widening his stance.

He watched as she walked towards where she'd waved, hands buried in her pockets and a smile on her face. "Must just be saying hello," he resolved, trying not to worry too much as he waited.

He watched as she walked towards a boy with blonde hair, who grinned widely when he saw her. _I wonder who that is, _he thought to himself. "Must just be a friend," he reasoned, trying not to look to jealous.

He watched as she blushed and placed a kiss against the boy's lips, smiling widely as she pulled away with red cheeks. "Must have forgotten," he whispered, trying not to look too sad.

But his face was much more honest than his words.

* * *

><p>If Lily was honest, she might have admitted that Christian Slater wasn't exactly the boy she'd expected to be dating by fifth year; however charming he was. If she was honest, she wouldn't have ignored the look on James' face as she turned to look at him.<p>

She'd forgotten. She'd completely forgotten. But she wasn't honest, so she pretended like she didn't know what he was looking at her like that for and simply smiled slightly instead.

"What are you looking at, Lily?" Christian whispered in her ear and she blushed slightly, forcing her eyes away from the brooding Gryffindor.

"Nothing," she whispered.

Because she really wasn't honest at all.

"What on earth is that mug-face staring at?" Emmeline wondered loudly, her face screwed up as she glared into the distance.

Lily frowned and followed her line of vision to see Sirius an obscene gesture at her friend, and rolled her eyes slightly with a laugh.

"Yeah right, Black you ugly clod," she shouted back out at him, eyes blazing in their usual way. "Arrogant prick he is," she muttered, shooting Lily a dark look.

Marlene bristled, glaring slightly at the ground.

"Calm down, Em," Lily laughed, stiffening slightly when she felt Christian weave his fingers through hers. She turned to look up at him with slightly red cheeks, and he grinned at her widely, eyes sparkling with adoration.

She hated that she could barely stand it. But then again, she would get used to it.

* * *

><p>"What the hell is she dating that git for?"<p>

James was ranting, and both Sirius and Peter were trying not to grow frustrated. Remus had disappeared to god-knows-where, and had left the two boys with a very upset (though he would never admit it) James Potter.

"I mean, he's in _Ravenclaw, _for Merlin's sake."

Peter frowned. "Nothing wrong with Ravenclaw," he added rather unhelpfully, shrinking slightly at the venomous glare that was sent to him by his friend.

Sirius laughed, clapping Peter on the back and ignoring his increasingly irritated friend. "Right you are, Wormy," he said lightly, grey eyes glaring about Hogsmeade. "Damn sight better than being in Hufflepuff."

Peter snickered.

"Bugger off," said a voice behind them, and Sirius turned to see a girl glaring at him. Normally, his first course of action would be to sweep his eyes over her figure, but one look at her untameable hair and lucid glare had him eyeing her boredly. "Nothing wrong with Hufflepuff."

Sirius turned away, ignoring her. "The gall of some people," he said after a few minutes had passed and he was sure the moody girl had disappeared. "_Nothing wrong with Hufflepuff… _blimey."

He went silent, noticing the way his hazel-eyed friend had deflated completely. Sighing slightly – admittedly he was never the best at cheering people up – he glanced towards the Hog's Head, his lips curling into a slight grin. "How about we go get us some firewhisky, Prongs? Moony's not here so he can't have our head about it."

The sixth year straightened, his head snapping up to send a haughty glare towards his friend. "Bloody hell Sirius, are you forgetting how ridiculous you were last week? I'm lucky you didn't barf all over me."

Sirius grinned, happy to see his friend more animated, even if it was directed towards him. "Full moon celebration, Prongs," he said swiftly, nudging Peter in the side. "This is completely different."

James sighed, glancing up towards the grubby bar warily. "Well I suppose we ought to," he said finally, glancing up at his friend with slightly curved lips. "Lord knows I need a drink."

Sirius grinned widely, grey eyes glowing as he wrapped his arm around his two friends. "Lord knows we all do, my friend." He frowned slightly, glancing away from them for a second. "Especially the git that decided not to show up."

"Wonder where he is," Peter said quietly.

* * *

><p>If Remus was honest, he would go up to her and say hello. Maybe ask her how her day was, compliment her on what she was wearing and ask her if she was enjoying visiting Hogsmeade. And then maybe… maybe he'd be able to tell her how he felt. Just a little bit. Even if it wasn't the whole thing… just a simple 'I fancy you', or something like that.<p>

He liked to think he was an honest person, but when it came down to it, he lied a lot. It wasn't something that he was proud of, and ironically, it wasn't something that he would admit to. But whether it was to do with his furry little problem or even just telling James that _yes, that jumper looks fine_ (mustard was not his colour), he was lying constantly, not only to himself but also to his friends.

He rather ought to find them, really. He looked odd sitting by his lonesome outside the Shrieking Shack, and he found it odd that that was where he'd ended up. It seemed to always be where he ended up when he needed to be alone, he thought idly.

"Remus!"

…And he never managed to be left alone.

"Oh… hi," he said quietly, his cheeks slightly flushed.

She looked very pretty, he thought with a twist of the stomach. Her cheeks were slightly reddened from the cold and her lips were red and raw, and he was just shocked that she'd approached him all on her own. Of course… they were friends, if he thought about it, but she only really approached him when the others were around.

"Where are the others?" he asked mildly, trying not to sound too eager.

She laughed, smiling slightly as she glanced behind her. "Emmeline's waiting for me over there," she said softly, letting out a gentle laugh. "Not that she's too happy about it."

He smiled slightly and laughed, deducing that it did seem rather like the raven-haired girl. He ran his fingers through his hair, meeting her eye slightly shyly. "Were you after something?" he asked after a few silent seconds.

Her cheeks reddened a little and she looked down, looking very unlike her normal confident self. Whenever he saw her about she was always laughing and talking to people, and he supposed that was why no one would think she was right for him. _You just don't match_, they would say. And they would be utterly right, but for some reason that made him think it was perfect.

"Have you… seen Sirius about?"

Oh.

He tried not to look too disheartened, his lips curling into a forced smile as he shook his head. "No I haven't, sorry. Probably off having a drink somewhere though, knowing him." He laughed slightly, and she grinned at him in response.

"Of course," she laughed. Her cheeks were red as she looked at him, her lips still slightly upturned. "Don't tell him I asked, would you Remus?"

Remus looked down and nodded. "'Course not." He glanced up and smiled.

She sent him a lingering, grateful smile before she stood up and stepped backwards. "I'll see you in the Common Room later, yeah?" she asked politely, burying her hands into her pockets.

Remus smiled slightly. "Sure. See you later."

She stared for a second before nodding and turning around, and she began to walk away.

"I hope you find him," he called out.

He really didn't.

But then again, he was always a bit of a liar.

* * *

><p><strong>AN So this is back. Don't think there are too many of you, but for those that are... yay! It's pretty obvious who Remus likes now, yeah? I'd love to hear what you all think!**


	5. Dread

**dread**

verb

1. to fear greatly; be in extreme apprehension of.

2. to be in extreme apprehension of.

noun

3. Terror or apprehension as to something in the future; a great fear.

4. A feeling that spent _far_ too long bubbling in Lily Evans' stomach.

* * *

><p>Mary McDonald did not feel like a good person. Certainly not as she snuck out of her room whilst the others were sleeping, grabbing her wand with trembling fingers and hastily whispering <em>luminos<em> before continuing on her way. Certainly not as she walked down the empty hallways, headed up the stairs towards the Room of Requirement, her head lowered so that her tawny hair dangled in front of her eyes and her spare hand clenched into a tight fist by her side.

But then again, she wasn't sure that she was a particularly _bad_ person. She loved her friends dearly — would do anything for them, really, when it came down to it, but that fact was entirely irrelevant in the given situation.

And so she lowered her head. Quietly climbed the staircase, listening out for the sound of any professors lurking the hallways, and when she reached the door she hesitated, hands shaking as she reached up to knock against the wooden frame.

It opened regardless. Beady black eyes blinked back at her, pointed lips curled in vexation. "You're late," came a thick voice.

Lowering her robe, Mary heaved in a deep breath before entering the murky room.

* * *

><p>James Potter was having trouble sleeping. Rather, he was tossing a tissue that he'd transfigured into a ball up and down in the air, trying to block out the nasal snores coming from the boy sleeping in the bed beside him.<p>

"James," came a sleepy mumble from across the room, "G'back to bed."

The sixth year sighed, catching the ball in his hands and glancing across the room. Sirius was moving about in his bead, eyes cracking open only slightly as he stared across the room at his friend.

"Do you think she did it on purpose?" James asked quietly, fiddling with the ball in his fingers as he squinted into the darkness.

It was silent for a few moments before he heard Sirius let out a tired groan, his head falling against his pillow as gathered the covers around him. "C'mon Prongs…" Sirius groaned… "talk in the… morn…"

Silence. He'd fallen asleep, James deduced after a few moments of waiting, a frown creasing his brow as he lowered his head to rest against the pillow. "Time to sleep," he told himself, allowing the ball to drop from his fingers before rolling over and shutting his eyes. "Stop thinking about her."

Nonetheless, he spent most of the night lying awake.

* * *

><p>Lily felt like a bad person. For one, she'd just watched Mary slip out of the room without saying a word, instead opting to fake sleep and listen to her descend down the stairs in silence. And it made sense, really, because Mary had been acting odd for weeks, but Lily had been too caught up in her own problems to ask her what was wrong; let alone <em>talk<em> to her for that matter.

Emmeline had noticed it for sure. She'd been on the girl for weeks, constantly snapping at her for not responding when she spoke, even though a lot of what Emmeline said was particularly offensive and Mary wasn't the type to become involved in that. But at the same time, the fact that _Emmeline_ had been a better friend than Lily had been… well… that _really was_ saying something.

On a similar note, she knew that if it had been Emmeline slipping out of the room — or even Marlene, for that matter, she wouldn't have been _as_ concerned. But this was _Mary. _Reserved, straight-edged, _kind_ Mary McDonald_, _who had never broken a rule, never failed to hand in an assignment and in general, had barely ever done a thing wrong.

And she'd let her slip by without a word.

Her second source of guilt was James Potter. Gods… she'd been awful to him; forgetting him like that. Walking over to Christian without sending him a glance, even though she could feel his eyes on her face, waiting for her to turn around and acknowledge him.

She didn't know how to face him — how to _apologise, _for that matter. She never had been good at… well… apologies in general, really. Especially when they were directed towards a person that she was desperate to have the upper foot with; she wouldn't be able to _look_ at him again without remembering it.

Letting out a sigh, the redhead rolled over and pulled her covers up around her body, rubbing at her eyes before allowing them to flutter shut. _Sleep first_, she told herself, taking in a deep breath, _deal with… _that… _tomorrow. _

"Lily?"

Eyes blinking open, Lily slowly rolled over to dubiously meet Marlene's eyes. She could barely see her through the musty light that filled the room, but she appeared worried, her eyebrows lowered and her lips tugged down into a slight frown.

"Do you hear that?" Marlene pressed.

Lily blinked, tilting her head slightly as she eyed her friend oddly. "Hear what?" she asked.

Marlene glanced towards the door nervously. "The noise coming from outside?"

Lily frowned. Come to think of it, she could hear the faint sound of something in the distance… almost the sound of footsteps… voices… _something. _

_Mary. _It was the first thought that entered her mind, tugging at her stomach and making her hands shake. Although the sound was faint — just a dull echo in the distance, she couldn't take the chance that Mary was out there without knowing. "It's probably nothing," Lily said quickly, trying to reassure herself just as much as Marlene. "Maybe there's someone in the Common Room. I'll go check."

With that said she pushed down her covers and swung her legs over the side of the bed, feeling slightly flustered as she maneuvered herself up. From beside her Emmeline let out a groan, rolling over and pulling her covers above her head.

"Do you want me to come?" Marlene asked, pushing her blonde hair out of her eyes to reveal a worried frown.

Glancing back at her friend, Lily gave her a reassuring smile. "I'm just going downstairs," she said reassuringly, reaching towards her bedside to grasp her wand in her fingers. "I'll be back in a minute."

Marlene nodded, and Lily breathed in deeply before walking towards the door. Pushing it open slightly, she glanced into the corridor, listening curtly for the sound of anyone about. After a few moments she walked out of the bedroom, gently closing the door behind her and staring out into the dimly-lit staircase. "Luminos," she whispered as she began to tiptoe down the stairs, and a bright glow lit up the tip of her wand, eventually revealing the empty room in front of her.

She spent a few moments looking around the room in silence. Taking in the chairs, the sleeping paintings, the tables loaded with books. It looked different at night; almost ominous, foreboding — nothing like the sanctuary it was during the day.

"Mary?" she whispered into the empty room, even though she knew that there would be no response. Dread began to fill her stomach, bubbling like lead at the pits of her belly.

She was a bad person.

* * *

><p>Something didn't feel right.<p>

Lily was creeping through the hallways, her wand poised in tight fingers in front of her, a soft, yellowy light glowing from its tip. She didn't know where to look; how to find her friend amongst the hundreds of passageways that filled Hogwarts, but she found herself walking towards the girls' bathrooms, heart beating erratically as she silently prayed not to run into any of the teachers.

Her feet seemed to echo as she walked quietly down the hall, ears listening curtly for any form of sound, her eyes darting around her as she walked.

"Gods, Mary," she whispered, looking about her before turning right to walk down another hallway. "Where have you gone?"

"Oi," came a voice, causing Lily to jump and let out a startled sound. Spinning around rapidly, she pointed her wand out in front of her, heart pounding as she searched through the corridor for the source of the voice.

"Put that out, would you?"

It was a painting, hanging on the wall to her right, and a elderly man in a top hat was staring at her in irritation. Breathing out a sigh of relief, Lily nodded wordlessly, and with a thick swallow she scurried on down the hall.

Her heart had just began to slow down when she noticed something out the window; a dull, glowing light coming from the garden outside. Startled, she walked over to the window, lowering her wand and stepping forward to press her fingers against the glass.

"What is that?" she whispered, heart racing as she peered out into the night.

Whatever it was was glowing in the sky; metres into the air, almost like a collection of clouds, moving about and changing shape, a dull, mossy green in colour. It gathered in the sky, sections lengthening into a snake-like shape, the middle bits moving together to form a rounded skull.

The air felt cold. Pressed against her skin, against her chest, against her fingers; made them curl over one another and her nails dig into her palm. A heavy feeling filled her stomach, tugging it down to the ground, her chest bubbling with dread.

A shrill scream filled the air; reached the top of the roof and bounced back down. Seemed to linger for a few seconds, raising the hairs on her arms, making her heart pound with terror.

Without thinking, Lily took off into a run.

* * *

><p><strong>AN Not quite sure about this chapter, but I gave up trying to fix it. I apologise if things seem rushed! Sorry for the wait as well; Uni's been particularly busy at the moment but it should calm down a bit soon. I'm doing NaNoWriMo next month but I might get in one more update before that starts. **

**Let me know what you think!**

**_ultimatefreakofnature_**** - **God no, I wouldn't do that! That would be way too weird for me too, haha! I don't think Remus would do that to James either. Thanks for reading though!

_**g**_**_reysky3_**** -** Thank you so much for all of your feedback! I really appreciate it. There isn't _quite_ so much of a theme this chapter, but I think there will be in the next. I hope you enjoyed this one too!

_**guest**_ - Wow, thank you so much! James is pretty adorable, isn't he? XD I'm really glad you're enjoying this!

_**ignite this angel**_** -** SORRY THIS IS NOT EXACTLY FLUFFY BUT I UPDATED

_**theinfalliblesnapevans**_ - Oh gosh, I love your username! I think I posted it on tumblr before I posted it here... I was a little afraid, haha. I'm glad you like it! Remus always seems to be the brunt of internal angst, doesn't he? :(


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